0001193125-11-304552.txt : 20111109 0001193125-11-304552.hdr.sgml : 20111109 20111109161036 ACCESSION NUMBER: 0001193125-11-304552 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20111109 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111109 DATE AS OF CHANGE: 20111109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GREEN MOUNTAIN COFFEE ROASTERS INC CENTRAL INDEX KEY: 0000909954 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS [2090] IRS NUMBER: 030339228 STATE OF INCORPORATION: DE FISCAL YEAR END: 0929 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12340 FILM NUMBER: 111191809 BUSINESS ADDRESS: STREET 1: 33 COFFEE LANE CITY: WATERBURY STATE: VT ZIP: 05676 BUSINESS PHONE: 8022445621 MAIL ADDRESS: STREET 1: 33 COFFEE LANE CITY: WATERBURY STATE: VT ZIP: 05676 FORMER COMPANY: FORMER CONFORMED NAME: GREEN MOUNTAIN COFFEE INC DATE OF NAME CHANGE: 19930729 8-K 1 d253638d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 9, 2011

1-12340

(Commission File Number)

 

 

GREEN MOUNTAIN COFFEE

ROASTERS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   03-0339228

(Jurisdiction of

Incorporation)

 

(IRS Employer

Identification Number)

33 Coffee Lane, Waterbury, Vermont 05676

(Address of registrant’s principal executive office)

(802) 244-5621

(Registrant’s telephone number)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 2.02 Results of Operations and Financial Condition

On November 9, 2011, Green Mountain Coffee Roasters, Inc. (the “Company”) issued a press release announcing its fourth quarter and full fiscal year results for the period ending September 24, 2011, together with accompanying prepared remarks, and will hold a live audio webcast to discuss its fourth quarter and full fiscal year results. Copies of the press release and the prepared remarks are attached hereto as Exhibit 99.1 and 99.2, respectively, and are incorporated herein by reference.

The information furnished in Item 2.02, including the Exhibits attached hereto, shall not be deemed “filed” for any purpose, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release of the Company dated November 9, 2011 regarding Fourth Quarter and Full Year 2011 Results.

99.2 Prepared remarks dated November 9, 2011 regarding Fourth Quarter and Full Fiscal Year 2011 Results.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

GREEN MOUNTAIN COFFEE ROASTERS, INC.
By:  

/s/ Frances G. Rathke

Frances G. Rathke
Chief Financial Officer
Date: November 9, 2011


EXHIBIT INDEX

 

99.1    Press Release of the Company dated November 9, 2011 regarding Fourth Quarter and Full Year 2011 Results.
99.2    Prepared remarks dated November 9, 2011 regarding Fourth Quarter and Full Fiscal Year 2011 Results.
EX-99.1 2 d253638dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

Contact Information:

Suzanne DuLong, VP IR & Corporate Comm

T: 802-882-2100

Investor.Services@GMCR.com

FOR IMMEDIATE RELEASE

Green Mountain Coffee Roasters, Inc. Reports Full Year and Fiscal 2011 Fourth Quarter Results

Keurig is Changing the Way North America Brews; Driving 95% Annual Revenue Growth

WATERBURY, Vt. (November 9, 2011) – Green Mountain Coffee Roasters, Inc., (GMCR) (NASDAQ: GMCR), a leader in specialty coffee and coffeemakers, today announced its full year and fiscal 2011 fourth quarter results for the thirteen and fifty-two weeks ended September 24, 2011.

Performance Highlights

Fiscal 2011

 

   

Net sales of $2,650.9 million, up 95% over fiscal 2010

 

   

GAAP EPS of $1.31 increases 126% over fiscal 2010; non-GAAP EPS of $1.64 increases 113% over a year ago

 

   

GAAP operating income of $368.9 million increases 166% over fiscal 2010; non-GAAP operating income of $428.7 million improves 148% over a year ago

 

   

GAAP net income of $199.5 million increases 151% over 2010; non-GAAP net income of $248.9 million up 135% over 2010

Fourth Quarter Fiscal 2011

 

   

Net sales of $711.9 million, up 91% over the same period in fiscal 2010

 

   

GAAP EPS of $0.47 increases 135% over fourth quarter fiscal 2010; non-GAAP EPS of $0.47 increases 96% over the year ago quarter

 

   

GAAP operating income of $106.7 million increases 156% over fourth quarter fiscal 2010; non-GAAP operating income of $119.1 million improves 128% over the year ago quarter

 

   

GAAP net income of $75.4 million increases 179% over Q4’10; non-GAAP net income of $75.3 million increases 126% over Q4’10

“With 95% annual revenue growth over last year the business continues to demonstrate extraordinary momentum as a result of broad consumer adoption of the Keurig® Single Cup Brewing system,” said Lawrence J. Blanford, president and CEO of GMCR. “We are seeing continued evidence of strong consumer demand for both brewers and portion packs from our customers and from third party sources that track consumer purchases such as NPD Group and SymphonyIRI Group, Inc. For instance, NPD reports Keurig® Single Cup Brewer unit sales increased 56% in our fiscal 2011 fourth quarter from the same period last year. As an indication of what we believe will be strong holiday consumer demand, for the month of September alone, NPD reports Keurig brewer unit sales are up 73% from the same month in 2010.”

“Our fiscal fourth quarter revenue growth of 91% was strong. This was off of our estimates as a result of a number of factors including changes in wholesale customer ordering patterns in our grocery and club channels despite steady consumer point-of-sale demand in those channels,” continued Blanford.


GMCR Reports Fourth Quarter and Full Year 2011 Results

  Page 2 of 7

 

Blanford concluded, “While like most consumer products companies we are watchful of broader consumer sentiment going into the holidays, we remain confident in the Company’s growth potential and comfortable reiterating our estimate for fiscal year 2012 non-GAAP earnings per diluted share in a range of $2.55 to $2.65.”

Fiscal 2011 Financial Review

Net Sales (in millions)

 

     2011      2010      $ Increase
(decrease)
    % Increase
(decrease)
 

K-Cup® Portion Packs

   $ 1,704.0       $ 834.4       $ 869.6        104

Brewers and Accessories

     524.7         330.8         193.9        59

Other Products

     414.0         169.6         244.4        144

Royalties

     8.2         22.0         (13.8     (63 )% 
  

 

 

    

 

 

    

 

 

   

Total Net Sales

   $ 2,650.9       $ 1,356.8       $ 1,294.1        95
  

 

 

    

 

 

    

 

 

   

 

 

Approximately 84% of consolidated net sales in fiscal 2011 were from the Keurig® Single Cup Brewing system and its recurring portion pack sales, including Keurig-related accessory sales, with the remainder of total sales consisting primarily of sales of bagged coffee and revenue from the office coffee services business.

 

  -

The increase in K-Cup® portion pack net sales is driven by a 76 percentage point increase in K-Cup® portion pack sales volume, an 18 percentage point increase in K-Cup® portion pack net price realization due to price increases implemented during fiscal 2011 to offset higher green coffee and other input costs, and a 10 percentage point increase in K-Cup® portion pack net sales due to the acquisition of Van Houtte.

 

  -

Supporting continued growth in portion pack demand, GMCR sold 5.9 million Keurig® Single Cup Brewers during fiscal 2011. This brewer shipment number does not account for consumer returns to retailers. We estimate that GMCR brewer shipments represented approximately 91% of total brewers shipped with Keurig technology in the year.

 

  - Royalty revenue declined from 2010 due to the acquisitions of Timothy’s, Diedrich and Van Houtte, all of which previously paid royalties to GMCR as third party licensed roasters.

 

 

Revenue from the Canadian business unit segment, which includes the acquisition of Van Houtte completed on December 17, 2010, contributed approximately $321.4 million to net sales for the year.

 

 

Gross profit for fiscal 2011 was $904.6 million, or 34.1% of net sales as compared to $425.8 million, or 31.4% of net sales, in fiscal 2010.

 

  -

The impact of price increases on K-Cup® portion packs during fiscal 2011 improved gross margin by approximately 400 basis points.

 

  -

The benefit from the K-Cup® portion pack price increases was offset by higher green coffee costs in fiscal 2011 as compared to fiscal 2010, which decreased the Company’s gross margin by approximately 330 basis points.

 

  - Gross margin also increased due to a shift in the Company’s sales mix.

 

   

Net sales from Keurig® Single Cup Brewers and related accessories were lower as a percentage of total Company net sales in fiscal 2011 as compared to fiscal 2010.

 

   

The Company sells the majority of Keurig® Single Cup Brewers approximately at cost, or sometimes at a loss when factoring in the incremental costs related to sales, including fulfillment charges, returns and warranty expense.


GMCR Reports Fourth Quarter and Full Year 2011 Results

  Page 3 of 7

 

 

   

In fiscal 2011, the decrease in Keurig® Single Cup Brewer and accessories net sales as a percentage of total net sales improved the Company’s gross margin by approximately 230 basis points.

 

 

The Company’s effective income tax rate was 33.6% for fiscal 2011 compared to a 40.3% effective tax rate for fiscal 2010. The difference is primarily attributable to the release of valuation allowances related to a $17.7 million capital loss carryforward and a $5.4 million net operating loss carryforward in the fourth quarter of fiscal 2011. In addition, in fiscal 2011 as compared to fiscal 2010, the Company had a larger percentage of foreign-based sales in Canada which has a lower corporate tax rate.

 

 

Diluted weighted average shares outstanding increased 10% to 152.1 million in fiscal 2011 from 137.8 million in fiscal 2010 primarily due to the issuance of approximately 8.6 million shares of common stock to Luigi Lavazza S.p.A (“Lavazza”) on September 28, 2010 and approximately 10.1 million shares on May 11, 2011 from a public offering and concurrent private placement to Lavazza pursuant to its preemptive rights. The initial Lavazza sale raised $250.0 million and the May offering raised approximately $688.9 million after deducting underwriting discounts and commissions and offering expenses.

 

 

The Company allocates at least 5% of its pre-tax profits to social and environmental programs. GMCR estimates that total resources allocated to social and environmental programs totaled approximately $15.2 million for fiscal 2011.

Balance Sheet Highlights

 

 

Accounts receivable increased 80% year-over-year to $310.3 at September 24, 2011, from $172.2 million at September 25, 2010, reflecting continuing sales growth and the addition of Van Houtte-related accounts receivables.

 

 

Inventories were $672.2 million at September 24, 2011 including $52.0 million of Van Houtte-related inventories. This compares to $262.5 million at September 25, 2010. The year-over-year increase is comprised of:

 

  - a $136.5 million, or 295%, increase in raw materials most notably from an increase in green coffee volume and 65% average green coffee cost increase;

 

  -

a $273.3 million, or 126%, increase in finished goods inventory with approximately half of the increase due to K-Cup® portion packs on hand and the other half due to Keurig® Single Cup Brewers and accessories on hand.

 

 

Debt outstanding increased to $582.6 million at September 24, 2011 from $354.5 million at September 25, 2010 as a result of an increase in the long-term revolver.

 

 

On October 3, 2011, the Company completed the sale of the Filterfresh U.S.-based coffee services business portion of its Van Houtte acquisition to ARAMARK Refreshment Services, LLC for an aggregate cash purchase price of approximately $145.0 million. As of September 24, 2011, the business was classified as “assets held for sale” in the Company’s financial statements.

Capital Expenditures+

Following is a summary of the Company’s 2011 and 2010 capital expenditures (in millions):


GMCR Reports Fourth Quarter and Full Year 2011 Results

  Page 4 of 7

 

 

Description    2011      2010  

K-Cup® Portion Pack Packaging

   $ 138.9       $ 63.1   

Next Generation Portion Pack Packaging

   $ 32.6       $ 8.0   

Coffee Processing (primarily roasting & grinding equipment)

   $ 27.6       $ 13.0   

Manufacturing Facilities & Infrastructure

   $ 62.0       $ 27.6   

Information Systems Technology

   $ 25.4       $ 21.0   

Other

   $ 3.8       $ 1.3   
  

 

 

    

 

 

 
   $ 290.3       $ 134.0   
  

 

 

    

 

 

 

+ Note: Capital expenditures do not include capital acquired in the Timothy’s, Diedrich or Van Houtte acquisitions.

Fiscal 2011 Fourth Quarter Financial Review

Net Sales (in millions)

 

     Q4 2011      Q4 2010      $ Increase
(decrease)
    % Increase
(decrease)
 

K-Cup® Portion Packs

   $ 475.5       $ 249.5       $ 226.0        91

Brewers and Accessories

     115.1         82.2         32.9        40

Other Products

     120.3         38.5         81.8        212

Royalties

     1.0         2.9         (1.9     (66 )% 
  

 

 

    

 

 

    

 

 

   

Total Net Sales

   $ 711.9       $ 373.1       $ 338.8        91
  

 

 

    

 

 

    

 

 

   

 

 

Approximately 83% of consolidated net sales in the fourth quarter were from the Keurig® Single Cup Brewing system and its recurring portion pack sales, including Keurig-related accessory sales, with the remainder of total sales consisting primarily of sales of bagged coffee and revenue from the office coffee services business.

 

  -

The increase in K-Cup® portion pack net sales is driven by a 52 percentage point increase in K-Cup® portion pack sales volume, a 29 percentage point increase in K-Cup® portion pack net price realization due to price increases implemented during fiscal 2011 to offset higher green coffee and other input costs, and a 10 percentage point increase in K-Cup® portion pack net sales due to the acquisition of Van Houtte.

 

  -

GMCR sold 1.3 million Keurig® Single Cup Brewers during the fourth quarter of fiscal 2011. This brewer shipment number does not account for consumer returns to retailers. We estimate that GMCR brewer shipments represented approximately 92% of total brewers shipped with Keurig technology in the period.

 

  - Royalty revenue declined from the fourth quarter of 2010 due to the acquisition of Van Houtte, which previously paid royalties to GMCR as a third party licensed roaster.

 

 

Revenue from the Canadian business unit segment, which includes the acquisition of Van Houtte completed on December 17, 2010, contributed approximately $100.4 million to net sales in the fourth quarter of fiscal 2011.

 

 

Fourth quarter fiscal 2011 gross margin was 35.7% of total net sales compared to 30.4% for the corresponding quarter in fiscal 2010. The elements of the gross margin improvement are primarily:

 

  -

The impact of price increases on K-Cup® portion packs during the fourth quarter of fiscal 2011 improved gross margin by approximately 710 basis points.


GMCR Reports Fourth Quarter and Full Year 2011 Results

  Page 5 of 7

 

 

  -

The benefit from the K-Cup® portion pack price increases was offset by higher green coffee costs in the fourth quarter of fiscal 2011 as compared to the prior year quarter, which decreased the Company’s gross margin by approximately 860 basis points.

 

  - Gross margin also increased due to a shift in the Company’s sales mix.

 

  o

Net sales from Keurig® Single Cup Brewers and related accessories were lower as a percentage of total Company net sales in the fourth quarter of fiscal 2011 as compared to the fourth quarter of fiscal 2010.

 

  o

The Company sells the majority of Keurig® Single Cup Brewers approximately at cost, or sometimes at a loss when factoring in the incremental costs related to sales, including fulfillment charges, returns and warranty expenses.

 

  o

In the fourth quarter of fiscal 2011, the decrease in Keurig® Single Cup Brewer and accessories net sales as a percentage of total net sales improved the Company’s gross margin by approximately 250 basis points over the fourth quarter of fiscal 2010.

 

 

The Company’s effective income tax rate was 23.7% for the fourth quarter of fiscal 2011 compared to a 32.0% effective tax rate for the fourth quarter of fiscal 2010. The difference is primarily attributable to the release of valuation allowances related to a $17.7 million capital loss carryforward and a $5.4 million net operating loss carryforward in the fourth quarter of fiscal 2011. In addition, in the fourth quarter of fiscal 2011 as compared to the fourth quarter of fiscal 2010, the Company had a larger percentage of foreign-based sales in Canada, which has a lower corporate tax rate.

 

 

Diluted weighted average shares outstanding increased 15% to 159.2 million in the fourth quarter of fiscal 2011 from 138.3 million in the fourth quarter of fiscal 2010 primarily due to the issuance of approximately 8.6 million shares of common stock to Luigi Lavazza S.p.A (“Lavazza”) on September 28, 2010 and approximately 10.1 million shares on May 11, 2011 from a public offering and concurrent private placement to Lavazza pursuant to its preemptive rights.

Business Outlook and Other Forward-Looking Information

Company Estimates for First Quarter Fiscal Year 2012

The Company is providing initial estimates for its first quarter of fiscal 2012:

 

 

Fiscal first quarter consolidated net sales growth of 85% to 90%.

 

 

Fiscal first quarter fully diluted non-GAAP earnings per share in the range of $0.35 to $0.40 per share excluding any acquisition-related transaction expenses; legal and accounting expenses related to the SEC inquiry and the Company’s pending litigation; amortization of identifiable intangibles related to the Company’s acquisitions; and any gain from sale of the Filterfresh U.S.-based coffee services business.

Company Estimates for Fiscal Year 2012

The Company provided the following estimates for its fiscal year 2012:

 

 

Total consolidated net sales growth of 60% to 65% from fiscal 2011.

 

 

Fiscal 2012 non-GAAP earnings per diluted share in a range of $2.55 to $2.65 per diluted share, excluding any acquisition-related transaction expenses; legal and accounting expenses related to the SEC inquiry and the Company’s pending litigation; amortization of identifiable intangibles related to the Company’s acquisitions; and any gain from sale of the Filterfresh U.S.-based coffee services business.

 

 

For fiscal 2012, we currently expect to invest between $630.0 million to $700.0 million in capital expenditures to support the Company’s future growth. We expect approximately $225.0 million will be


GMCR Reports Fourth Quarter and Full Year 2011 Results

  Page 6 of 7

 

spent to increase our portion pack packaging capacity related to our current Keurig® Single Cup Brewing platform, approximately $100.0 million will be spent for portion pack packaging capacity related to our next-generation Keurig® Single Cup Brewing platform, approximately $175.0 million will be spent to expand our physical plants, research and development facilities and office space, approximately $100.0 million will be spent for coffee processing equipment, and approximately $65.0 million will be spent for information technology infrastructure and systems.

Use of Non-GAAP Financial Measures

In addition to reporting financial results in accordance with generally accepted accounting principles (GAAP), the Company provides non-GAAP operating results that exclude certain charges or credits such as transaction expenses related to the Company’s acquisitions including the foreign exchange impact of hedging the risk associated with the Canadian dollar purchase price of the Van Houtte acquisition; any gain from sale of the Fitlerfresh U.S.-based coffee services business; legal and accounting expenses related to the SEC inquiry and pending litigation; non-cash related items such as amortization of identifiable intangibles and losses incurred on the extinguishment of debt; and the effect of net operating and capital loss carryforwards, each of which include adjustments to show the tax impact of excluding these items. These amounts are not in accordance with, or an alternative to, GAAP. The Company’s management believes that these measures provide investors with transparency by helping illustrate the underlying financial and business trends relating to the Company’s results of operations and financial condition and comparability between current and prior periods. Management uses the measures to establish and monitor budgets and operational goals and to evaluate the performance of the Company. Please see the “GAAP to Non-GAAP Reconciliation of Unaudited Consolidated Statements of Operations” tables that accompany this document for a full reconciliation the Company’s GAAP to non-GAAP results.

Conference Call and Webcast

Green Mountain Coffee Roasters, Inc. will be discussing these financial results with analysts and investors in a conference call and live webcast available via the Internet at 5:00 p.m. ET today, November 9, 2011. Management’s prepared remarks on its quarterly results will be provided via a Current Report on Form 8-K and also posted under the events link in the Investor Relations section of the Company’s website at www.GMCR.com. As a result, the conference call will include only brief remarks by management followed by a question and answer session. The call along with accompanying slides is accessible via live webcast from the events link in the Investor Relations portion of the Company’s website at http://investor.gmcr.com/events.cfm. The Company archives the latest conference call for a period of time. A replay of the conference call also will be available by telephone at (719) 457-0820, Passcode 7944796 from 9:00 p.m. ET on November 9, 2011 through 9:00 p.m. ET on Sunday, November 13, 2011.

About Green Mountain Coffee Roasters, Inc.

As a leader in specialty coffee and coffee makers, Green Mountain Coffee Roasters, Inc. (GMCR) (NASDAQ: GMCR), is recognized for its award-winning coffees, innovative Keurig® Single Cup brewing technology, and socially responsible business practices. GMCR supports local and global communities by offsetting 100% of its direct greenhouse gas emissions, investing in sustainably-grown coffee, and donating at least five percent of its pre-tax profits to social and environmental projects.

GMCR routinely posts information that may be of importance to investors in the Investor Relations section of its website, including news releases and its complete financial statements, as filed with the SEC. The Company encourages investors to consult this section of its website regularly for important information and news. Additionally, by subscribing to the Company’s automatic email news release delivery, individuals can receive news directly from GMCR as it is released.

Forward-Looking Statements

Certain statements contained herein are not based on historical fact and are “forward-looking statements” within the meaning of the applicable securities laws and regulations. Generally, these statements can be identified by the use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “feel,” “forecast,” “intend,” “may,” “plan,”


GMCR Reports Fourth Quarter and Full Year 2011 Results

  Page 7 of 7

 

“potential,” “project,” “should,” “would,” and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Owing to the uncertainties inherent in forward-looking statements, actual results could differ materially from those stated here. Factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the impact on sales and profitability of consumer sentiment in this difficult economic environment, the Company’s success in efficiently expanding operations and capacity to meet growth, the Company’s success in efficiently and effectively integrating the Company’s acquisitions, the Company’s success in introducing and producing new product offerings, the ability of lenders to honor their commitments under the Company’s credit facility, competition and other business conditions in the coffee industry and food industry in general, fluctuations in availability and cost of high-quality green coffee, any other increases in costs including fuel, the Company’s ability to continue to grow and build profits in the At Home and Away from Home businesses, the Company experiencing product liability, product recall and higher than anticipated rates of warranty expense or sales returns associated with a product quality or safety issue, the extent to which the data security of the Company’s websites may be compromised, the impact of the loss of major customers for the Company or reduction in the volume of purchases by major customers, delays in the timing of adding new locations with existing customers, the Company’s level of success in continuing to attract new customers, sales mix variances, weather and special or unusual events, the impact of the inquiry initiated by the SEC and any related litigation or additional governmental investigative or enforcement proceedings, as well as other risks described more fully in the Company’s filings with the SEC. Forward-looking statements reflect management’s analysis as of the date of this release. The Company does not undertake to revise these statements to reflect subsequent developments, other than in its regular, quarterly earnings releases.

 

GMCR-C


GREEN MOUNTAIN COFFEE ROASTERS, INC.

Unaudited Consolidated Statements of Operations

(Dollars in thousands except per share data)

 

     Thirteen
weeks ended
September 24,
2011
    Thirteen
weeks ended
September 25,
2010
    Fifty-two
weeks ended
September 24,
2011
    Fifty-two
weeks ended
September 25,
2010
 

Net sales

   $ 711,883      $ 373,087      $ 2,650,899      $ 1,356,775   

Cost of sales

     457,793        259,641        1,746,274        931,017   
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross profit

     254,090        113,446        904,625        425,758   

Selling and operating expenses

     95,150        44,105        348,696        186,418   

General and administrative expenses

     52,228        27,665        187,016        100,568   
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income

     106,712        41,676        368,913        138,772   

Other income (expense), net

     (285     (52     648        85   

Gain (loss) on financial instruments, net

     5,574        —          (6,245     (354

Loss on foreign currency, net

     (7,555     —          (2,912     —     

Interest expense

     (5,097     (1,918     (57,657     (5,294
  

 

 

   

 

 

   

 

 

   

 

 

 

Income before income taxes

     99,349        39,706        302,747        133,209   

Income tax expense

     (23,528     (12,715     (101,699     (53,703
  

 

 

   

 

 

   

 

 

   

 

 

 

Net Income

   $ 75,821      $ 26,991      $ 201,048      $ 79,506   

Net income attributable to noncontrolling interests

     452        —          1,547        —     
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income attributable to GMCR

   $ 75,369      $ 26,991      $ 199,501      $ 79,506   
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic income per share:

        

Basic weighted average shares outstanding

     153,837,445        132,210,938        146,214,860        131,529,412   

Net income per common share - basic

   $ 0.49      $ 0.20      $ 1.36      $ 0.60   

Diluted income per share:

        

Diluted weighted average shares outstanding

     159,207,852        138,256,219        152,142,434        137,834,123   

Net income per common share - diluted

   $ 0.47      $ 0.20      $ 1.31      $ 0.58   


GREEN MOUNTAIN COFFEE ROASTERS, INC.

Unaudited Consolidated Balance Sheets

(Dollars in thousands)

 

     September 24,
2011
    September 25,
2010
 

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 12,989      $ 4,401   

Restricted cash and cash equivalents

     27,523        355   

Receivables, less uncollectible accounts and return allowances of $21,407 and $14,056 at September 24, 2011 and September 25, 2010, respectively

     310,321        172,200   

Inventories

     672,248        262,478   

Income taxes receivable

     18,258        5,350   

Other current assets

     28,072        23,488   

Deferred income taxes, net

     36,231        26,997   

Current assets held for sale

     25,885        —     
  

 

 

   

 

 

 

Total current assets

     1,131,527        495,269   

Fixed assets, net

     579,219        258,923   

Intangibles, net

     529,494        220,005   

Goodwill

     789,305        386,416   

Other long-term assets

     47,759        9,961   

Long-term assets held for sale

     120,583        —     
  

 

 

   

 

 

 

Total assets

   $ 3,197,887      $ 1,370,574   
  

 

 

   

 

 

 

Liabilities and Stockholders’ Equity

    

Current liabilities:

    

Current portion of long-term debt

   $ 6,669      $ 19,009   

Accounts payable

     265,511        139,220   

Accrued compensation costs

     43,260        24,236   

Accrued expenses

     92,120        49,279   

Income tax payable

     9,617        1,934   

Deferred income taxes, net

     243        —     

Other current liabilities

     34,613        4,377   

Current liabilities related to assets held for sale

     19,341        —     
  

 

 

   

 

 

 

Total current liabilities

     471,374        238,055   

Long-term debt

     575,969        335,504   

Deferred income taxes, net

     189,637        92,579   

Other long-term liabilities

     27,184        5,191   

Long-term liabilities related to assets held for sale

     474        —     

Commitments and contingencies

    

Redeemable noncontrolling interests

     21,034        —     

Stockholders’ equity:

    

Preferred stock, $0.10 par value: Authorized - 1,000,000 shares; No shares issued or outstanding

     —          —     

Common stock, $0.10 par value: Authorized - 200,000,000 shares; Issued and outstanding - 154,466,463 and 132,823,585 shares at September 24, 2011 and September 25, 2010, respectively

     15,447        13,282   

Additional paid-in capital

     1,499,616        473,749   

Retained earnings

     411,727        213,844   

Accumulated other comprehensive loss

     (14,575     (1,630
  

 

 

   

 

 

 

Total stockholders’ equity

   $ 1,912,215      $ 699,245   
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 3,197,887      $ 1,370,574   
  

 

 

   

 

 

 


GREEN MOUNTAIN COFFEE ROASTERS, INC.

Unaudited Consolidated Statements of Cash Flows

(Dollars in thousands)

 

     Fifty-two
weeks ended
September 24,
2011
    Fifty-two
weeks ended
September 25,
2010
 

Cash flows from operating activities:

    

Net income

   $ 201,048      $ 79,506   

Adjustments to reconcile net income to net cash (used in) provided by operating activities:

    

Depreciation

     72,297        29,484   

Amortization of intangibles

     41,339        14,973   

Amortization deferred financing fees

     6,158        862   

Loss on extinguishment of debt

     19,732        —     

Unrealized loss of foreign currency

     1,041        —     

Loss on disposal of fixed assets

     884        573   

Provision for doubtful accounts

     2,584        610   

Provision for sales returns

     64,457        40,139   

Unrealized (gain) loss on financial instruments, net

     3,292        (188

Tax expense from exercise of non-qualified options and disqualified dispositions of incentive stock options

     (6,142     (713

Excess tax benefits from equity-based compensation plans

     (67,813     (14,590

Deferred income taxes

     (8,828     (6,931

Deferred compensation and stock compensation

     10,575        8,110   

Contributions to the ESOP

     —          1,376   

Changes in assets and liabilities, net of effects of acquisition:

    

Receivables

     (157,329     (102,297

Inventories

     (375,709     (116,653

Income tax receivable, net

     63,487        10,065   

Other current assets

     (715     (10,692

Other long-term assets, net

     (11,454     (5,349

Accounts payable

     106,202        41,007   

Accrued compensation costs

     2,233        (1,830

Accrued expenses

     25,600        23,405   

Other current liabilities

     (3,118     1,645   

Other long-term liabilities

     10,964        5,191   
  

 

 

   

 

 

 

Net cash provided by (used in) operating activities

     785        (2,297

Cash flows from investing activities:

    

Change in restricted cash

     2,074        (75

Proceeds from sale of short-term investments

     —          50,000   

Proceeds from notes receivable

     499        1,788   

Acquisition of Timothy’s Coffee of the World Inc.

     —          (154,208

Acquisition of Diedrich Coffee, Inc., net of cash acquired

     —          (305,261

Acquisition of LJVH Holdings, Inc. (Van Houtte), net of cash acquired

     (907,835     —     

Purchases of short-term investments

     —          —     

Capital expenditures for fixed assets

     (283,444     (126,205

Proceeds from disposal of fixed assets

     1,192        526   

Other investing activities

     (158     —     
  

 

 

   

 

 

 

Net cash used in investing activities

     (1,187,672     (533,435

Cash flows from financing activities:

    

Net change in revolving line of credit

     333,835        145,000   

Proceeds from issuance of common stock under compensation plans

     17,328        8,788   

Proceeds from issuance of common stock for private placement

     291,096        —     

Proceeds from issuance of common stock for public equity offering

     673,048        —     

Financing costs in connection with public equity offering

     (25,685     —     

Cash distributions to redeemable noncontrolling interests shareholders

     (1,063     —     

Excess tax benefits from equity-based compensation plans

     67,813        14,590   

Capital lease obligations

     (8     (217

Proceeds from borrowings of long-term debt

     796,375        140,000   

Deferred financing fees

     (46,009     (1,339

Repayment of long-term debt

     (906,885     (8,500
  

 

 

   

 

 

 

Net cash provided by financing activities

     1,199,845        298,322   

Change in cash balances included in short-term assets held for sale

     (5,160     —     

Effect of exchange rate changes on cash and cash equivalents

     790        —     

Net increase (decrease) in cash and cash equivalents

     8,588        (237,410

Cash and cash equivalents at beginning of period

     4,401        241,811   
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 12,989      $ 4,401   
  

 

 

   

 

 

 

Supplemental disclosures of cash flow information:

    

Cash paid for interest

   $ 33,452      $ 6,486   

Cash paid for income taxes

   $ 58,182      $ 42,313   

Fixed asset purchases included in accounts payable and not disbursed at the end of each year

   $ 25,737      $ 20,261   

Noncash investing activity:

    

Liabilities assumed in conjunction with acquisitions

   $ —        $ 1,533   


GREEN MOUNTAIN COFFEE ROASTERS, INC.

GAAP to Non-GAAP Reconciliation of Unaudited Consolidated Statements of Operations

(Dollars in thousands)

 

     Thirteen weeks
ended
September 24, 2011
    Thirteen weeks
ended
September 25, 2010
 

Operating income

   $ 106,712      $ 41,676   

Acquisition-related expenses (1)

     —          5,017   

Expenses related to SEC inquiry and pending litigation (2)

     675        —     

Amortization of identifiable intangibles (3)

     11,752        5,476   
  

 

 

   

 

 

 

Non-GAAP operating income

   $ 119,139      $ 52,169   
  

 

 

   

 

 

 
     Thirteen weeks
ended
September 24, 2011
    Thirteen weeks
ended
September 25, 2010
 

Net income attributable to GMCR

   $ 75,369      $ 26,991   

After tax:

    

Acquisition-related expenses (1)

     —          2,884   

Expenses related to SEC inquiry and pending litigation (2)

     453        —     

Amortization of identifiable intangibles (3)

     7,829        3,437   

Net operating and capital loss carryforwards (4)

     (8,376     —     
  

 

 

   

 

 

 

Non-GAAP net income

   $ 75,275      $ 33,312   
  

 

 

   

 

 

 
     Thirteen weeks
ended
September 24, 2011
    Thirteen weeks
ended
September 25, 2010
 

Diluted income per share

   $ 0.47      $ 0.20   

After tax:

    

Acquisition-related expenses (1)

   $ —        $ 0.02   

Expenses related to SEC inquiry and pending litigation (2)

   $ —        $ —     

Amortization of identifiable intangibles (3)

   $ 0.05      $ 0.02   

Net operating and capital loss carryforwards (4)

   $ (0.05   $ —     
  

 

 

   

 

 

 

Non-GAAP net income per share

   $ 0.47      $ 0.24   
  

 

 

   

 

 

 

 

(1) Represents direct acquisition-related expenses classified as general and administrative expense.
(2) Represents legal and accounting expenses related to the SEC inquiry and pending litigation classified as general and administrative expense.
(3) Represents the amortization of intangibles related to the Company’s acquisitions classified as general and administrative expense.
(4) Represents the release of the valuation allowance against federal capital loss carryforwards which represents the estimate of the tax benefit for the amount of capital losses that will be utilized in the first quarter of fiscal 2012 on capital gains generated on the sale of Filterfresh and the utilization in fiscal 2011 of net operating loss carryforwards generated from the Filterfresh acquisition.


GREEN MOUNTAIN COFFEE ROASTERS, INC.

GAAP to Non-GAAP Reconciliation of Unaudited Consolidated Statements of Operations

(Dollars in thousands)

 

     Fifty-two weeks
ended
September 24, 2011
    Fifty-two weeks
ended
September 25, 2010
 

Operating income

   $ 368,913      $ 138,772   

Acquisition-related expenses (1)

     10,573        18,906   

Expenses related to SEC inquiry and pending litigation (2)

     7,868        —     

Amortization of identifiable intangibles (3)

     41,339        14,973   
  

 

 

   

 

 

 

Non-GAAP operating income

   $ 428,693      $ 172,651   
  

 

 

   

 

 

 
     Fifty-two weeks
ended
September 24, 2011
    Fifty-two weeks
ended
September 25, 2010
 

Net income attributable to GMCR

   $ 199,501      $ 79,506   

After tax:

    

Acquisition-related expenses (6)

     14,524        16,773   

Expenses related to SEC inquiry and pending litigation (2)

     4,895        —     

Amortization of identifiable intangibles (3)

     27,343        9,527   

Loss on extinguishment of debt (4)

     11,027        —     

Net operating and capital loss carryforwards (5)

     (8,376     —     
  

 

 

   

 

 

 

Non-GAAP net income

   $ 248,914      $ 105,806   
  

 

 

   

 

 

 
     Fifty-two weeks
ended
September 24, 2011
    Fifty-two weeks
ended
September 25, 2010
 

Diluted income per share

   $ 1.31      $ 0.58   

After tax:

    

Acquisition-related expenses (6)

   $ 0.10      $ 0.12   

Expenses related to SEC inquiry and pending litigation (2)

   $ 0.03      $ —     

Amortization of identifiable intangibles (3)

   $ 0.18      $ 0.07   

Loss on extinguishment of debt (4)

   $ 0.07      $ —     

Net operating and capital loss carryforwards (5)

   $ (0.06   $ —     
  

 

 

   

 

 

 

Non-GAAP net income per share

   $ 1.64   $ 0.77   
  

 

 

   

 

 

 

*       Does not add due to rounding.

          

(1) Represents direct acquisition-related expenses classified as general and administrative expense.
(2) Represents legal and accounting expenses related to the SEC inquiry and pending litigation classified as general and administrative expense.
(3) Represents the amortization of intangibles related to the Company’s acquisitions classified as general and administrative expense.
(4) Represents the write-off of debt issuance costs and original issue discount, net of tax, primarily associated with the extinguishment of the Term B loan under the Credit Agreement.
(5) Represents the release of the valuation allowance against federal capital loss carryforwards which represents the estimate of the tax benefit for the amount of capital losses that will be utilized in the first quarter of fiscal 2012 on capital gains generated on the sale of Filterfresh and the utilization in fiscal 2011 of net operating loss carryforwards generated from the Filterfresh acquisition.
(6) The 2011 fiscal year reflects direct acquisition-related expenses of $10.6 million ($8.9 million after-tax); the write-off of deferred financing expenses of $2.6 million ($1.6 million after-tax) on our Former Credit Facility in conjunction with the new financing secured for the Van Houtte acquisition; and the foreign exchange impact of hedging the risk associated with the Canadian dollar purchase price of the Van Houtte acquisition of $5.3 million ($4.0 million after-tax). The 2010 fiscal year represents direct acquisition-related expenses of $18.9 million ($16.8 million after-tax). Direct acquisition-related expenses incurred prior to the closing of the acquisition are tax affected. Generally, upon the close of the acquisition, the direct acquisition-related expenses are nondeductible.
EX-99.2 3 d253638dex992.htm PREPARED REMARKS DATED NOVEMBER 9, 2011 Prepared Remarks dated November 9, 2011

Exhibit 99.2

 

LOGO

Prepared Remarks for Fourth Quarter Fiscal 2011 Results

Issued November 9, 2011

Introduction

 

About These Remarks

As previously announced, Green Mountain Coffee Roasters, Inc. (GMCR) will be discussing its full year and fourth quarter fiscal 2011 financial results with analysts and investors in a conference call and live webcast available via the Internet beginning at 5:00 p.m. ET today, November 9, 2011. The following commentary is provided by management in conjunction with GMCR’s full year and fourth quarter fiscal 2011 results press release and conference call. These remarks represent management’s current views on the Company’s financial and operational performance as of the date of these remarks. These remarks are provided in advance of the conference call to make efficient use of investors and analysts’ time but will not be read on the live conference call. Management’s prepared remarks on its quarterly results will be provided via a Current Report on Form 8-K and also posted under the events link in the Investor Relations section of the Company’s website at www.GMCR.com.

Conference Call and Live Webcast

The conference call webcast is accessible via live webcast from the events link in the Investor Relations portion of the Company’s website at http://investor.gmcr.com/events.cfm as are accompanying supplemental slides. The Company archives the latest conference call for a period of time on its website. A replay of the conference call also will be available by telephone at (719) 457-0820, Passcode 7944796 from 9:00 p.m. ET on November 9, 2011 through 9:00 p.m. ET on Sunday, November 13, 2011.

Fourth Quarter Fiscal 2011 Business Overview (Supplemental to the fourth quarter fiscal 2011 earnings press release issued November 9, 2011)

 

GMCR remains focused on its value drivers and its enabling initiatives, which we believe will allow the Company to continue to build the value of our enterprise. The Company believes its value drivers include:

 

  1. Supporting brewer adoption both at home and away from home;
  2. Increasing the opportunities for portion pack consumption;
  3. Leveraging our multi-channel distribution;
  4. Enhancing our geographic presence; and,
  5. Scaling our business to meet demand.

Supporting Brewer Adoption

GMCR sold 1.3 million Keurig® Single-Cup Brewers during the fourth quarter of fiscal 2011. This brewer shipment number does not account for consumer returns to retailers.


GMCR Q4 2011 Prepared Remarks

  P. 2 of 11

 

We estimate that GMCR brewer shipments represented approximately 92% of total brewers shipped with Keurig technology in the period.

Sell-through data from retailers reporting to NPD Group, a leading global provider of consumer and retail market research information, shows that Keurig and Keurig-system brewers (including licensed partner brewers) continue to fuel category dollar sale growth in the U.S. and gain share of total U.S. coffeemakers. According to NPD Group’s consumer market research data, for the period July through September 2011, dollar sales of Keurig® Single Cup brewers increased 70% over the same period in the prior year.

Also according to NPD, in our fourth quarter of fiscal 2011, Keurig-branded brewers (without brewers sold by our licensed partners) remained the number one dollar share leader in the U.S. coffeemaker category, with the top four selling brewers by dollar share. For the same fourth quarter fiscal 2011 period, NPD estimates that Keurig (without licensed partner brewers) grew unit sales 56% over the prior year period and remained second in the category in terms of unit sales with 17.6% unit share up from 11.3% in the same period a year ago.

We believe our relationships with third-party coffee brands like Folger’s®, Dunkin’®, and Starbucks® help to increase awareness of the Keurig® Single-Cup Brewing system and thereby, help to drive brewer adoption.

Dunkin’ Donuts

We worked closely with Dunkin’ Brands to execute the successful launch of five varieties of Dunkin’ K-Cup® packs, made available throughout its franchisee network in the U.S. in early August 2011. Dunkin’ supported the launch with heavy media plans nationwide running from late August through early October. As noted by Dunkin’ in its recent earnings call, Keurig® Single Cup Brewers are now being introduced to Dunkin’ stores.

Starbucks

In March 2011, we entered into a strategic multi-year relationship for the manufacturing, marketing, distribution and sale of Starbucks® and Tazo® tea branded K-Cup® portion packs. Starbucks and GMCR will make Starbucks K-Cup® portion packs available through food, drug, mass merchandisers, club, specialty and department store retailers throughout the U.S. beginning in November 2011. The companies expect to make Starbucks K-Cup® portion packs available at retail stores in Canada and through one of GMCR’s consumer-direct websites: www.keurig.com, and Starbucks’ consumer-direct website: www.starbucks.com by the beginning of 2012. The companies expect to further expand Starbucks K-Cup® portion pack and Keurig® Single Cup Brewing system distribution to Starbucks stores in the latter part of 2012.

Increasing Portion Pack Consumption

The goal of our beverage new product development group is: “a beverage for every occasion.” We’re pleased with the success we’ve had thus far with new beverages including our Brew Over Ice™ varieties and our Green Mountain Naturals™ Hot Apple Cider, and the


GMCR Q4 2011 Prepared Remarks

  P. 3 of 11

 

team is hard at work on additional new product introductions. The team’s focus going forward is on creating beverages that generate additional interest and enthusiasm for the system and that broaden the benefits the system can deliver. The ultimate goal is to enhance customer satisfaction by providing an even broader range of beverage options to surprise and delight consumers. To recap some of our new beverage news in the quarter:

Café Escapes

Last quarter we noted that we’d made significant steps toward improving our raw materials supply chain for Café Escapes. As a result, for the first time, Café Escapes is now available in all channels including Canadian grocery. Work is underway on new varieties of our popular indulgent beverages.

Swiss Miss®

We were very pleased to add a leading family-oriented brand, Swiss Miss®, to our portfolio in our fourth quarter. Swiss Miss® branded portion packs began shipping to grocery accounts on August 15, 2011.

Leveraging our Multi-Channel Distribution

The goal of our multi-channel distribution strategy is to ensure consumers can purchase portion packs wherever they shop. Following is a summary of some of the progress made during our fiscal fourth quarter.

Grocery

In our fourth quarter of fiscal 2011 we estimate we’re in approximately 16,600 grocery doors with the Keurig® Single-Cup Brewing system, an increase of roughly 19% over the year-ago period.

According to SymphonyIRI Group, Inc. (IRI) data, 12-count portion packs sold by GMCR have achieved an ACV (all commodity volume) of 85% nationwide in U.S. grocery stores. (Note: beginning in calendar 2011, IRI made changes to the methodology it uses to assess ACV so current data is not comparable to past references.)

Our objective in grocery is not only expanding distribution but also increasing the variety and shelf space within existing stores, and we’ve been pleased to see an increasing number of accounts accepting our dedicated merchandising sets.

According to IRI data for the 12 weeks ended October 2, 2011, our portfolio of 12-count portion packs once again outsold all other packaged coffee brands in the Northeast region. On a nationwide basis, sales of GMCR branded portion packs are second only to one other specialty coffee brand, regardless of form.

Department, Specialty, Mass Retailers and Wholesale Clubs

We continue to see strong demand for the Keurig® Single Cup Brewing system as we head into the important holiday season across many of our major retailers. This is reflected in our NPD results for the month of September. Keurig brewer dollar sales were up 93% in the month compared to a year ago, achieving 43% dollar share.


GMCR Q4 2011 Prepared Remarks

  P. 4 of 11

 

We expect to see continued strong demand for the Keurig system this holiday season. We expect to raise awareness of the Keurig system with Keurig brand spending across national TV and other vehicles. In addition, we expect major marketing investments by many of our coffee and appliance brand partners along with our own Green Mountain Coffee Enterprise Brands. Importantly our national TV spending has already started, a full two weeks earlier than a year ago, and we have seen our licensed coffee partners advertising earlier in the holiday season as well. We also are very pleased with the increased level of retailer support we will see through retailer advertising and in-store displays and promotion and we’re confident our retailers will be well positioned with adequate inventory levels for both brewers and K-Cup® portion packs throughout the holiday season.

Away From Home

In the fourth quarter of fiscal 2011 our Away From Home segment continued the strong year-over-year growth seen in prior fiscal 2011 quarters. Total fiscal 2011 results outpaced growth in the overall office coffee segment suggesting Keurig is growing faster than other coffee systems. Away From Home channel growth is being driven by a multi-channel strategy that includes not only traditional Office Coffee Service (OCS) but also direct to end user sales on www.keurig.com and through Office Superstores. Independent third party research commissioned by Keurig indicates that 13% of all offices in the U.S. have a Keurig brewing system—with penetration as high as 22% in the Northeast.

Hospitality

The strength of the Keurig brand is also leading to good progress in obtaining Keurig placements in up-market hotel properties. The premium hotel segment strives to provide guests a “home away from home” experience and increasingly Keurig Brewed® is seen as a necessity given consumer demand for our product in other channels. Today we estimate there are approximately 188,000 hotel rooms with our B-130 Keurig Single-Cup brewer driving an estimated 25+ million annual demonstrations of the Keurig system.

Consumer Direct

Our digital marketing efforts are important in presenting our brands to consumers and also in driving e-commerce sales. As such, both Keurig.com and GreenMountainCoffee.com support all of our channels as well as deliver their own business plans. During fiscal Year 2011 we nearly doubled the consumer databases which enable us to communicate with and market to consumers directly.

Scaling our Business to Meet Demand

GMCR currently operates production/distribution facilities in Castroville, California; Knoxville, Tennessee; Essex, Waterbury and Williston, Vermont; Sumner, Washington; Toronto, Ontario; and, Montreal, Quebec. The Company also conducts research and


GMCR Q4 2011 Prepared Remarks

  P. 5 of 11

 

development activities in facilities in Reading, Wakefield and Woburn, Massachusetts; and in Waterbury, Vermont.

Given our expectation of continued demand growth for K-Cup® portion packs, including the new addition of well-recognized brands to the Keurig® Single-Cup Brewing system, we continue to work to deploy necessary portion pack production capacity. We continue to add capacity across virtually all of our production locations. Some recent highlights include:

 

  o In Waterbury, VT, the Company completed a 75,000 square foot expansion to the Company’s existing manufacturing and production facility. Designed to accommodate increased packaging capabilities, expand its current coffee tasting and quality control lab and provide office space for the Company’s Specialty Coffee business unit, initial occupation of the space occurred in late August 2011.
  o In Essex, VT, GMCR is taking new space and planning a major capacity expansion at its existing production facility. The expanded facility will accommodate new coffee roasting, grinding, flavoring, and packaging capacity. By the fall of 2012, the Company expects to occupy an additional 140,000 square foot building and approximately 240,000 square feet will be added to the Company’s existing facility connecting the two buildings. Construction on the addition commenced in October 2011 and is expected to be completed in the summer of 2012.
  o In Montreal, the Company purchased a 108,000 square foot building to accommodate additional warehouse, production and office requirements.
  o On October 21, 2011, the Company announced it had chosen Isle of Wight County, Virginia as the future home of a new manufacturing and distribution facility. The Company has agreed to purchase a 330,000 square foot building on a 64 acre parcel of land in Isle of Wight County, Virginia for $15 million, with plans to invest up to $180 million over the initial five years of the facility’s operations. Pending completion of its due diligence and finalization of incentive award agreements with the Commonwealth of Virginia and Isle of Wight County, GMCR expects to consummate the purchase in December 2011. The Isle of Wight production facility will house coffee roasting, grinding, flavoring and packaging for GMCR’s Specialty Coffee business unit. Within five years, it’s estimated the new facility will have as many as 800 employees. GMCR has actively started to recruit for the new facility with commencement of site fit-up work planned for December 2011, pending final site due diligence.

Enhancing Our Geographic Presence

Our evolution from a regional coffee roaster to a North American single-serve beverage company continues. We believe we have a significant opportunity to leverage assets, brands and people in Canada as a result of our acquisition of Van Houtte. With the start of our fiscal year 2012, we have begun to integrate the former Timothy’s business, based in Toronto, into our Canadian business unit (formed with the acquisition of Van Houtte in December 2010). These combined businesses will operate at GMCR Canada.


GMCR Q4 2011 Prepared Remarks

  P. 6 of 11

 

We continue to make excellent progress with brewer adoption in Canada. According to sell-through data from retailers reporting to NPD Group, for the period June through September 2011, Keurig® was the top-ranked coffeemaker brand in Canada based on dollar sales, with Keurig®’s dollar share of all coffeemakers increasing to 22.4% compared to 10.9% in the same period in the prior year. Keurig® was the second rank brewer in the region based on unit sales, with unit sales increasing to 10.3% share from 3.8% share in the same period in the prior year. With our success in Canada, we continue to evaluate the potential of opportunities outside North America.

Enabling Initiatives

Beyond our value drivers, we continue to work on enabling initiatives designed to facilitate growth in the years to come. These initiatives are designed to enhance consumer interest and choice, and as a result, our business value, and are focused in three primary areas:

 

  1. Expanding into new beverage categories;
  2.

Working toward launch of our next-generation Keurig® Single Cup Brewing system; and,

  3. Continuing to work with Luigi Lavazza S.p.A to introduce a single-cup espresso beverage system.

We believe our success with these initiatives will be instrumental to continued earnings growth and improved shareholder value.

Additional Fourth Quarter Fiscal 2011 Financial Commentary

 

The information provided here is supplementary to the information provided in our press release issued today and investors are encouraged to view both for a more comprehensive summary.

Consolidated Net Sales

 

 

Fourth quarter fiscal 2011 net sales increased $338.8 million, or 91% over fourth quarter fiscal 2010 net sales.

 

  o

K-Cup® portion pack net sales increased $226 million and this increase is driven by a 52 percentage point increase in K-Cup® portion pack sales volume, a 29 percentage point increase in K-Cup® portion pack net price realization due to price increases implemented during fiscal 2011 to offset higher green coffee and other input costs, and a 10 percentage point increase in K-Cup® portion pack net sales due to the acquisition of Van Houtte.

 

  o Revenue from the Canadian business unit segment, which includes the acquisition of Van Houtte completed on December 17 2010, contributed approximately $100.4 million to net sales in the fourth quarter of fiscal 2011.


GMCR Q4 2011 Prepared Remarks

  P. 7 of 11

 

Costs, Margins and Income

 

 

Warranty rates in the fourth quarter of fiscal 2011 were consistent with warranty rates in the third quarter of fiscal 2011.

 

  o

The Company offers a one-year warranty on all Keurig® Single-Cup brewers it sells and continues to experience higher-than-historical rate warranty claims associated with its reservoir brewer models. As we have grown we have added significantly to our product testing, quality control infrastructure and overall quality processes. Nevertheless, as we continue to innovate and our products become more complex, both in design and componentry, product performance may tend to modulate causing warranty rates to possibly fluctuate going forward, so that they may be higher or lower than we are currently experiencing and for which we are currently providing.

 

  o Warranty expenses represented 1.3% of consolidated fiscal year 2011 sales as compared to 1.1% of consolidated fiscal year 2010 sales.

 

 

GAAP selling, general and administrative expense totaled $147.4 million or 20.7% of net sales for the fourth quarter of fiscal 2011 as compared to $71.8 million or 19.2% of net sales in the prior year.

 

  o The increase was attributed to approximately $36.1 million of selling, general and administrative costs incurred in the Canadian business unit segment, as a result of the Van Houtte acquisition, and to increases in the Company’s organizational infrastructure to support growth.

 

  o Fourth quarter of fiscal 2011 GAAP selling, general and administrative expenses included approximately $11.8 million in amortization of identifiable intangibles related to the Company’s acquisitions, and $0.7 million in legal and accounting expenses related to the SEC inquiry and pending litigation.

 

  o Fourth quarter of fiscal 2010 GAAP selling, general and administrative expenses included $5.0 million in non-deductible acquisition-related expenses for the Van Houtte acquisition and $5.5 million in amortization of identifiable intangibles related to the Company’s prior acquisitions.

 

  o Exclusive of these items, non-GAAP selling, general and administrative expenses totaled $134.9 million or 19.0% of net sales for the fourth quarter of fiscal 2011 as compared to $61.3 million or 16.4% of net sales in the prior year.

Additional Information

 

The Company would like to take this opportunity to provide information it believes will be helpful to shareholders in advance its filing of its 2011 annual report on Form 10-K.

K-Cup® Portion Pack Obsolescence

We generally sell coffee to retailers with at least six months remaining prior to a K-Cup® portion pack’s “best by” date.

K-Cup® portion packs with insufficient shelf life to sell to retailers is not expired coffee; it can be and is sold to customers that require less shelf life, such as customers of the .com business.


GMCR Q4 2011 Prepared Remarks

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Additionally, coffee with fewer than six months of shelf life can be and is used for promotional packs inside brewers.

M.Block & Sons Relationship

The Company’s Keurig business unit relies on a single order fulfillment entity, M.Block & Sons (“MBlock”), to process the majority of sales orders for its at-home single-cup business with retailers in the United States. In addition, the Keurig business unit relies on a single order fulfillment entity similar to MBlock to process the majority of sales orders for its at-home single-cup business with retailers in Canada. The fulfillment entities receive and fulfill sales orders and invoice retailers. All inventories maintained at the third party fulfillment locations are owned by the Company until the fulfillment entity processes the orders and ships the product to the retailer. The Company recognizes revenue when the fulfillment entities ship the product based on the contractual shipping terms and when all other revenue recognition criteria are met.

Given that all inventories maintained at MBlock are owned by the Company until product is shipped to the retailer, movement of inventory within or between MBlock facilities does not result in revenue recognition.

QVC

For fiscal year 2011, a total of 270,000 brewer units were shipped to QVC. The largest single shipment to QVC during fiscal year 2011 was for approximately 90,000 brewers, which took several weeks to build and ship.

Revenue Recognition Policy

The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred and risk of loss has transferred to the customer, the selling price is fixed or determinable, and collectability is reasonably assured.

Sales of single cup coffee brewers, K-Cup® portion packs and other coffee products are recognized net of an allowance for returns. The Company estimates the allowance for returns using an average return rate based on historical experience and an evaluation of contractual rights or obligations.

The Company’s customers and the Keurig at-home retail channel’s end customers, whose sales are processed by the fulfillment entities, can receive certain incentives and allowances which are recorded as a reduction to sales when the sales incentive is offered and committed to or, if the incentive relates to specific sales, at the later of when that revenue is recognized or the date at which the sales incentive is offered. These incentives include, but are not limited to, cash discounts and volume based incentive programs. Allowances to customers that are directly attributable and supportable by customer promotional activities are recorded as selling expenses at the time the promotional activity occurs.

 

 

Specialty Coffee Business Unit

 

  o

At-Home Channel—The At-Home sales channel consists primarily of sales of coffee, hot cocoa, teas and other beverages in K-Cup® portion packs and coffee


GMCR Q4 2011 Prepared Remarks

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in more traditional packaging including whole bean and ground coffee selections in bags to supermarkets, grocery stores and warehouse club stores in the United States and Canada. Revenue is recognized upon product delivery as defined by the contractual shipping terms and when all other revenue recognition criteria are met.

 

  o

Commercial (Away-From-Home Channel)—The Away-From- Home channel consists primarily of sales of coffee, hot cocoa, teas and other beverages in K-Cup® portion packs and coffee in more traditional packaging including whole bean and ground coffee selections in bags and ground coffee in fractional packs to office coffee distributors, convenience stores, restaurants and hospitality accounts. Revenue is recognized upon product delivery as defined by the contractual shipping terms and when all other revenue recognition criteria are met.

 

  o Consumer Direct – The Specialty Coffee business unit processes and fulfills orders received from its website and revenue is recognized upon product shipment as defined by the contractual shipping terms and when all other revenue recognition criteria are met.

 

 

Keurig Business Unit

 

  o

Retail (At-Home Channel) —The retail sales channel consists primarily of sales processed by our fulfillment entities of at-home brewers, coffee, hot cocoa, teas and other beverages in K-Cup® portion packs and accessories made to major retailers. The Keurig business unit relies on a single order fulfillment entity, M.Block & Sons (“MBlock”), to process the majority of sales orders for its at-home single-cup business with retailers in the United States. In addition, the Keurig business unit relies on a single order fulfillment entity similar to M.Block to process the majority of sales orders for its at-home single-cup business with retailers in Canada. The fulfillment entities receive and fulfill sales orders and invoice retailers. All inventories maintained at the third party fulfillment locations are owned by the Company until the fulfillment entity processes the orders and ships the product to the retailer. The Company recognizes revenue when the fulfillment entities ship the product based on the contractual shipping terms and when all other revenue recognition criteria are met.

 

  o Commercial (Away-From-Home Channel)—All commercial brewers are sold to Keurig Authorized Distributors (“KAD’s”). Revenue is recognized upon product shipment as defined by the contractual shipping terms and when all other revenue recognition criteria are met.

 

  o Consumer Direct – The Keurig business unit processes orders received from its website, which are fulfilled by a third party fulfillment entity. Revenue is recognized upon product shipment as defined by the contractual shipping terms and when all other revenue recognition criteria are met.

 

  o

Royalty revenue—Roasters licensed by the Keurig business unit to manufacture and sell K-Cup® portion packs, both to the Keurig business unit for resale and to


GMCR Q4 2011 Prepared Remarks

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their other coffee customers, are obligated to pay a royalty to the Keurig business unit upon shipment to their customer. The Keurig business unit records royalty revenue upon shipment of K-Cup® portion packs by licensed roasters to third-party customers as set forth under the terms and conditions of various licensing agreements. For shipments of K-Cup® portion packs to the Keurig business unit for resale, this royalty payment is recorded as a reduction to the carrying value of the related K-Cup® portion packs in inventory and as a reduction to cost of sales when sold through to third party customers by the Keurig business unit.

 

 

Canadian Business Unit

 

  o

At-Home Channel—The At-Home sales channel consists primarily of sales of coffee, hot cocoa, teas and other beverages in K-Cup® portion packs and coffee in more traditional packaging including whole bean and ground coffee selections in bags and cans to supermarkets, grocery stores and warehouse club stores primarily in Canada. Revenue is recognized upon product delivery as defined by the contractual shipping terms and when all other revenue recognition criteria are met.

 

  o

Commercial (Away-From-Home Channel)—The Away-From- Home channel consists primarily of sales of coffee, hot cocoa, teas and other beverages in K-Cup® portion packs and coffee in more traditional packaging including whole bean and ground coffee selections in bags and ground coffee in fractional packs to business offices, convenience stores, restaurants and hospitality accounts. Revenue is recognized upon product delivery as defined by the contractual shipping terms and when all other revenue recognition criteria are met.

 

  o Consumer Direct – The Canadian business unit processes and fulfills orders received from its website and revenue is recognized upon product shipment as defined by the contractual shipping terms and when all other recognition criteria are met.

Forward-Looking Statements

 

Certain statements contained herein are not based on historical fact and are “forward-looking statements” within the meaning of the applicable securities laws and regulations. Generally, these statements can be identified by the use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “feel,” “forecast,” “intend,” “may,” “plan,” “potential,” “project,” “should,” “would,” and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Owing to the uncertainties inherent in forward-looking statements, actual results could differ materially from those stated here. Factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the impact on sales and profitability of consumer sentiment in this difficult economic environment, the Company’s success in efficiently expanding operations and capacity to meet growth, the Company’s success in efficiently and effectively integrating the Company’s acquisitions, the Company’s success in introducing and producing new product offerings, the ability of lenders to honor their


GMCR Q4 2011 Prepared Remarks

  P. 11 of 11

 

commitments under the Company’s credit facility, competition and other business conditions in the coffee industry and food industry in general, fluctuations in availability and cost of high-quality green coffee, any other increases in costs including fuel, the Company’s ability to continue to grow and build profits in the At Home and Away from Home businesses, the Company experiencing product liability, product recall and higher than anticipated rates of warranty expense or sales returns associated with a product quality or safety issue, the extent to which the data security of the Company’s websites may be compromised, the impact of the loss of major customers for the Company or reduction in the volume of purchases by major customers, delays in the timing of adding new locations with existing customers, the Company’s level of success in continuing to attract new customers, sales mix variances, weather and special or unusual events, the impact of the inquiry initiated by the SEC and any related litigation or additional governmental investigative or enforcement proceedings, as well as other risks described more fully in the Company’s filings with the SEC. Forward-looking statements reflect management’s analysis as of the date of this document. The Company does not undertake to revise these statements to reflect subsequent developments, other than in its regular, quarterly earnings releases.

Use of Non-GAAP Financial Measures

 

In addition to reporting financial results in accordance with generally accepted accounting principles (GAAP), the Company provides non-GAAP operating results that exclude certain charges or credits such as transaction expenses related to the Company’s acquisitions including the foreign exchange impact of hedging the risk associated with the Canadian dollar purchase price of the Van Houtte acquisition; any gain from the sale of the Filterfresh U.S.-based coffee services business; legal and accounting expenses related to the SEC inquiry and pending litigation; non-cash related items such as amortization of identifiable intangibles and losses incurred on the extinguishment of debt; and the effect of net operating and capital loss carryforwards, each of which include adjustments to show the tax impact of excluding these items. These amounts are not in accordance with, or an alternative to, GAAP. The Company’s management believes that these measures provide investors with transparency by helping illustrate the underlying financial and business trends relating to the Company’s results of operations and financial condition and comparability between current and prior periods. Management uses the measures to establish and monitor budgets and operational goals and to evaluate the performance of the Company. Please see the “GAAP to Non-GAAP Reconciliation of Unaudited Consolidated Statements of Operations” tables that accompany this document for a full reconciliation the Company’s GAAP to non-GAAP results.


GAAP to Non-GAAP Reconciliations

 

GREEN MOUNTAIN COFFEE ROASTERS, INC.

GAAP to Non-GAAP Reconciliation of Unaudited Consolidated Statements of Operations

(Dollars in thousands)

 

     Thirteen weeks
ended
September 24, 2011
    Thirteen weeks
ended
September 25, 2010
 

Operating income

   $ 106,712      $ 41,676   

Acquisition-related expenses (1)

     —          5,017   

Expenses related to SEC inquiry and pending litigation (2)

     675        —     

Amortization of identifiable intangibles (3)

     11,752        5,476   
  

 

 

   

 

 

 

Non-GAAP operating income

   $ 119,139      $ 52,169   
  

 

 

   

 

 

 
     Thirteen weeks
ended
September 24, 2011
    Thirteen weeks
ended
September 25, 2010
 

Net income attributable to GMCR

   $ 75,369      $ 26,991   

After tax:

    

Acquisition-related expenses (1)

     —          2,884   

Expenses related to SEC inquiry and pending litigation (2)

     453        —     

Amortization of identifiable intangibles (3)

     7,829        3,437   

Net operating and capital loss carryforwards (4)

     (8,376     —     
  

 

 

   

 

 

 

Non-GAAP net income

   $ 75,275      $ 33,312   
  

 

 

   

 

 

 
     Thirteen weeks
ended
September 24, 2011
    Thirteen weeks
ended
September 25, 2010
 

Diluted income per share

   $ 0.47      $ 0.20   

After tax:

    

Acquisition-related expenses (1)

   $ —        $ 0.02   

Expenses related to SEC inquiry and pending litigation (2)

   $ —        $ —     

Amortization of identifiable intangibles (3)

   $ 0.05      $ 0.02   

Net operating and capital loss carryforwards (4)

   $ (0.05   $ —     
  

 

 

   

 

 

 

Non-GAAP net income per share

   $ 0.47      $ 0.24   
  

 

 

   

 

 

 

 

(1) Represents direct acquisition-related expenses classified as general and administrative expense.
(2) Represents legal and accounting expenses related to the SEC inquiry and pending litigation classified as general and administrative expense.
(3) Represents the amortization of intangibles related to the Company’s acquisitions classified as general and administrative expense.
(4) Represents the release of the valuation allowance against federal capital loss carryforwards which represents the estimate of the tax benefit for the amount of capital losses that will be utilized in the first quarter of fiscal 2012 on capital gains generated on the sale of Filterfresh and the utilization in fiscal 2011 of net operating loss carryforwards generated from the Filterfresh acquisition.


GREEN MOUNTAIN COFFEE ROASTERS, INC.

GAAP to Non-GAAP Reconciliation of Unaudited Consolidated Statements of Operations

(Dollars in thousands)

 

     Fifty-two weeks
ended
September 24, 2011
    Fifty-two weeks
ended
September 25, 2010
 

Operating income

   $ 368,913      $ 138,772   

Acquisition-related expenses (1)

     10,573        18,906   

Expenses related to SEC inquiry and pending litigation (2)

     7,868        —     

Amortization of identifiable intangibles (3)

     41,339        14,973   
  

 

 

   

 

 

 

Non-GAAP operating income

   $ 428,693      $ 172,651   
  

 

 

   

 

 

 
     Fifty-two weeks
ended
September 24, 2011
    Fifty-two weeks
ended
September 25, 2010
 

Net income attributable to GMCR

   $ 199,501      $ 79,506   

After tax:

    

Acquisition-related expenses (6)

     14,524        16,773   

Expenses related to SEC inquiry and pending litigation (2)

     4,895        —     

Amortization of identifiable intangibles (3)

     27,343        9,527   

Loss on extinguishment of debt (4)

     11,027        —     

Net operating and capital loss carryforwards (5)

     (8,376     —     
  

 

 

   

 

 

 

Non-GAAP net income

   $ 248,914      $ 105,806   
  

 

 

   

 

 

 
     Fifty-two weeks
ended
September 24, 2011
    Fifty-two weeks
ended
September 25, 2010
 

Diluted income per share

   $ 1.31      $ 0.58   

After tax:

    

Acquisition-related expenses (6)

   $ 0.10      $ 0.12   

Expenses related to SEC inquiry and pending litigation (2)

   $ 0.03      $ —     

Amortization of identifiable intangibles (3)

   $ 0.18      $ 0.07   

Loss on extinguishment of debt (4)

   $ 0.07      $ —     

Net operating and capital loss carryforwards (5)

   $ (0.06   $ —     
  

 

 

   

 

 

 

Non-GAAP net income per share

   $ 1.64   $ 0.77   
  

 

 

   

 

 

 

*       Does not add due to rounding.

          

(1) Represents direct acquisition-related expenses classified as general and administrative expense.
(2) Represents legal and accounting expenses related to the SEC inquiry and pending litigation classified as general and administrative expense.
(3) Represents the amortization of intangibles related to the Company’s acquisitions classified as general and administrative expense.
(4) Represents the write-off of debt issuance costs and original issue discount, net of tax, primarily associated with the extinguishment of the Term B loan under the Credit Agreement.
(5) Represents the release of the valuation allowance against federal capital loss carryforwards which represents the estimate of the tax benefit for the amount of capital losses that will be utilized in the first quarter of fiscal 2012 on capital gains generated on the sale of Filterfresh and the utilization in fiscal 2011 of net operating loss carryforwards generated from the Filterfresh acquisition.
(6) The 2011 fiscal year reflects direct acquisition-related expenses of $10.6 million ($8.9 million after-tax); the write-off of deferred financing expenses of $2.6 million ($1.6 million after-tax) on our Former Credit Facility in conjunction with the new financing secured for the Van Houtte acquisition; and the foreign exchange impact of hedging the risk associated with the Canadian dollar purchase price of the Van Houtte acquisition of $5.3 million ($4.0 million after-tax). The 2010 fiscal year represents direct acquisition-related expenses of $18.9 million ($16.8 million after-tax). Direct acquisition-related expenses incurred prior to the closing of the acquisition are tax affected. Generally, upon the close of the acquisition, the direct acquisition-related expenses are nondeductible.
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